In my Southland Tales Case File, I noted that Donnie Darko iconoclast Richard Kelly was apparently doing penance for his passion project’s free-floating weirdness and mind-boggling self-indulgence by writing and directing a commercial project for his follow-up: The Box, a science-fiction thriller based on a short story by Richard Matheson. This turned out to be only partly correct.

On paper at least, The Box looks like a relatively straightforward genre piece. Matheson is one of science fiction’s most reliable and oft-adapted writers, and he’s left an indelible mark on pop culture. A world without Matheson would be a realm without The Omega Man, Duel, Somewhere In Time, I Am Legend, Stir Of Echoes, The Night Stalker, What Dreams May Come, The Incredible Shrinking Man, The Incredible Shrinking Woman, several of Roger Corman’s Poe adaptations, and many of the most memorable episodes of The Twilight Zone. Matheson mastered the Twilight Zone aesthetic. And like creator/host Rod Serling, Matheson was insanely prolific, with a genius for twist endings and neat little morality tales.


“Button, Button,” the story that inspired The Box, was originally published in Playboy in 1970, long after the original Twilight Zone ended its run. But it fit the template of Serling’s irony-rich creepfest so perfectly, it was inevitable it would serve as source material for the mid ’80s incarnation of the show.


Matheson’s short story chronicles 24 eventful hours in the life of a nondescript married couple. One day, the wife receives a mysterious package along with a note informing her that a mysterious stranger will stop by at 5 o’clock with a curious proposition. At 5 sharp, the stranger appears and offers the wife a Faustian bargain: if she presses the button on a curious box, the following things will happen:

  1. Someone she does not know will die
  2. She will receive $50,000

The woman wrestles with the moral implications of her dilemma. What if the person who dies is a suffering peasant in China? What if they’d die anyway? The husband is wholeheartedly against pressing the button, but the woman remains fixated on it. Finally she does, and she receives a call notifying her that her husband has died in a horrible train accident, and she is to receive $50,000—the $25,000 life-insurance policy she had on her husband, doubled because of the no-fault double-indemnity clause. When the woman complains to the stranger that she was promised her button-pushing wouldn’t kill anyone she knew, he coldly replies—cue dramatic music—that she never really knew her husband at all. Bum bum bum!


“Button, Button” is a story of ruthless minimalism and unrelenting economy, written in a style that can charitably be called plain. We learn almost nothing about the couple. There is no backstory. We don’t know what the man or woman do for a living. Even the wife’s vague plans for the money—taking a trip, having a baby—are disappointingly generic. They’re less flesh-and-blood people than archetypes created solely for the purpose of rushing a 12-page story to its twist ending in the shortest possible time. The story functions as little more than a twist-delivery system. As a result, the kicker barely registers: Why should we care about the ultimate fate of these bloodless stick figures?

The mid-’80s Twilight Zone episode somehow manages to be both better and worse than the story that inspired it. It improves on the original’s rather hacky twist. (Dude, does anyone, like, really know anyone else? Do we even know ourselves?) It also fleshes out the characters, in theory at least, by making the wife (Mare Winningham) a hateful working-class shrew and her husband (Brad Davis) a hapless schmuck. Here’s the original Twilight Zone episode, directed by The Krays’ Peter Medak, for your edification.

The scenario plays out the same until it ends with a new twist, which enraged Matheson so much, he had his name taken off his teleplay and replaced with the pseudonym Logan Swanson. In this version, the horrible, horrible wife decides to push the button. The mysterious stranger (Basil Hoffman) retrieves the box and spookily tells the appropriately mortified couple that the box will then be reprogrammed and given to someone he can assure them (re-cue ominous music) they do not know. Bum bum bum!


Lurking behind the twists and turns of many Twilight Zone episodes lies a bleeding-heart liberalism rooted in the Golden Rule. “Button, Button” is no exception: If you don’t want strangers to indirectly kill you for money, then don’t indirectly kill strangers for money. Where Matheson’s short story underplays everything, its television adaptation overplays the drama. Winningham is a grouchy monster, her husband is a loser, and an embarrassingly hammy Hoffman twirls an invisible mustache shamelessly to convey his character’s evil intentions.

So let’s start this Case File by giving Kelly credit for fleshing out a bare-bones story and investing plenty of personality into what could have been a generic science-fiction thriller. If Kelly had simply adapted Matheson’s story, The Box would have ended after about 10 minutes: Even the Twilight Zone episode had to pad the story to reach episode-length.

The problem is that Kelly didn’t just create enough backstory for a 90-minute film, he created enough backstory, subplots, intrigue, and science-fiction mumbo-jumbo for seven or eight movies. And he didn’t just turn a 12-page exercise in minimalism into a 90-minute movie: He turned it into a two-hour movie that easily could have lasted half an hour longer. Kelly expanded this small, self-contained story until it was as big as the universe. The result is like a photograph blown up so many times, it grows blurry and indistinct.


Kelly didn’t just give the central couple a backstory, either—he gave them his parents’ backstory. Like Kelly’s father, the husband in The Box (James Marsden) works for NASA, and like Kelly’s mother, the wife (Cameron Diaz) has a deformed foot that makes her feel like an outsider in an insular, hermetic community.

The Box foregrounds class. We no longer have to wonder who these people are, or why they need money: Kelly establishes Marsden and Diaz as a solidly middle-class couple with upper-class aspirations. They’ve adopted a lifestyle that stretches them well beyond their means. Marsden lives less like a scientist than like the astronaut he desperately wants to become. He tools around in a flashy little Corvette and sends his son to the fancy private school where Diaz teaches. They’re good people pushed into a dark corner by the grim economic climate of the mid-’70s and a few bad turns, as Marsden’s astronaut application is coldly rejected, and Diaz’s boss informs her that the employee discount that pays for her son’s tuition has been suspended.

Marsden and Diaz’s dreams of endless upward mobility are shattered until Frank Langella, a mysterious, hideously scarred man—his jaw looks like it was carved off by an unskilled butcher—shows up at the family’s front door, box in tow, and makes Diaz an offer she can’t refuse. If she’ll only push the button and doom a stranger to death, her family’s money problems will be over permanently, and she’ll be able to afford an operation to restore her mangled foot to its former beauty.


In its first 40 minutes or so, The Box flirts shamelessly with the twist endings of both Matheson’s short story and the Twilight Zone episode. While they’re contemplating the decision before them, Marsden asks Diaz if anyone really knows anyone, even the people closest to them. When Diaz pushes the button and Langella retrieves his unit, he again tells the mortified couple that the box will be reprogrammed and given to someone he can assure them—cue ominous music a third time—they do not know.

That would mark the ending of a short film or television show, but The Box has not yet begun to blow your mind. It has 70 minutes to go, so the ostensible ending doubles as a beginning. At this point, the film blasts off into the stratosphere of Kelly’s overactive imagination. Kelly has clearly spent way too much time thinking about the origins of the mysterious figure who tempts Marsden and Diaz. Who is he? Where does he come from? What’s the purpose of his morbid psychological tests? Is he acting alone, or is he merely the agent of some sinister, perhaps supernatural force?

Marsden discovers that Langella was an employee at NASA until he was struck by lightning and died, at exactly the same moment a NASA craft landed on Mars. At that point, he came back to life blessed with supernatural powers. Langella’s wife, meanwhile, appears before Marsden in a library and tells him he must choose between three streams of water: two will lead to damnation, one to salvation. Marsden chooses correctly and spends a lost hour in a place where, in his own overheated words, “the sidewalk ends and despair is no longer the governor of the human heart.”


Langella, it seems, is no longer human, but rather a reconnaissance man for an advanced alien intelligence that seeks to determine whether humanity is worthy of being saved. “If human beings are unable or unwilling to sacrifice individual desires for the greater good of your species, you will have no chance for survival. And my employers will be compelled to expedite your extinction,” Langella tells his contact at the National Security Agency.

Langella is a Martian, or at least a pawn of the Martians, and it’s his job to administer tests gauging earthlings’ moral worth. The tests aren’t over, for Diaz and Marsden or for humanity. They will be tested repeatedly, with the stakes rising each time until the very fate of humanity hangs in the balance. So much for Kelly tamping down his lunatic ambition for the sake of appealing to the masses.

The masses, incidentally, hated The Box. Kelly’s science-fiction mind-blower is one of only films to receive an F on the Cinemascore ratings system, a cinematic exit poll that asks audiences exiting a film to grade it. The film, not surprisingly, did not fare well at the box office, grossing less than $15 million. Bear in mind that the audiences polled by Cinemascore are inherently biased in a movie’s favor. These are people, after all, who decided to pluck down 10 bucks apiece and devote two hours of their time to The Box. And they didn’t just think it fell short of greatness, goodness, or even mediocrity. People who paid money to see The Box overwhelmingly found it utterly worthless. Date Movie worthless. All About Steve worthless.


It’s easy to see why. The Box doesn’t play fair. It begins with a relatively straightforward premise, then pulls the rug out from under the audience. Then it pulls out the floor, demolishes the building, and drops an atomic bomb on the block. The Box relentlessly fucks with audience expectations, but it does so from a pure place. Even at its nuttiest, The Box is achingly sincere. Kelly’s work here can’t be mistaken for that of a hired gun: He’s somehow managed to make an adaptation of a gimmicky short story every bit as ambitious and personal as Donnie Darko and Southland Tales. Kelly attempts a strange act of pop-culture substantiation: he took a minor work by one of his favorite authors and merged it with his own history until the two became indistinguishable. He recreated “Button, Button” in his own image.

The Box is long on atmosphere, but short on suspense. From the beginning, Kelly cultivates a mood of creeping dread. Everything is slightly off and moderately sinister. In class, Diaz is quietly menaced by a student who insists she reveal why she limps; he wears a spooky smile that suggests he’s privy to a private joke that has eluded the rest of the world. A ghostly light permeates the proceedings, part mid-period Stanley Kubrick, part Close Encounters Of The Third Kind. Kelly wears his influences proudly, yet leaves his own inimitable stamp on the material.

With a great script, Kelly would be unstoppable. Instead, he insists on handicapping himself with yet another overstuffed plot filled with asides and detours that go nowhere, ham-fisted dialogue, clumsy references to Jean-Paul Sartre’s No Exit, and fuzzy philosophizing, as when someone asks Langella why he opts for a box, and he replies, “Your home is a box. Your car is a box on wheels. You drive to work in it. You drive home in it. You sit in your home, staring into a box. It erodes your soul while the box that is your body inevitably withers, then dies, whereupon it is placed in the ultimate box to slowly decompose.”


Kelly’s mind-fuck would veer into laughable camp without the dignity, authority, and quiet calm Langella brings to the role. As a veteran of fare like Sweet November, Cutthroat Island, Eddie, and Body Of Evidence, Langella is an old hand at maintaining his dignity in even the most ridiculous projects, a skill that is taxed to the limit here.

At the opposite end of the spectrum, there’s Diaz, who wrestles with a wildly unconvincing Southern accent that stands in even sharper relief because she’s the only character with a drawl. Diaz’s performance suggests a Tennessee Williams heroine stuck forever in the early stages of a panic attack.

Though barely coherent as a thriller, The Box is intriguing as a biblical metaphor, with Langella assuming the role of the snake in the Garden Of Eden, and Diaz the part of Eve. It’s equally interesting as a commentary on the detached bloodshed of generals, presidents, and prime ministers with the power to send thousands of soldiers they don’t know to die horrible deaths for their own selfish objectives.


The Box struck out with audiences, but Kelly doesn’t make films for everyone: He makes films for himself. True, those films are often excessive and messy, but I’d much rather watch a film with too much ambition and too many ideas than too little. Actually, Kelly is in pretty good company. The only four other films to receive Fs on Cinemascore are the Secret Success Solaris, the brutal, uncompromising thriller Wolf Creek, William Friedkin’s viscerally disturbing Bug, and—to be fair—the super-shitty Darkness. It isn’t exactly a success, secret or otherwise, but like Southland Tales before it, The Box qualifies as an honorable fiasco of the highest order.

Failure, Fiasco or Secret Success: Fiasco